Overview

• BBVA must decide this week whether to improve its hostile offer, with the practical cutoff for changes falling around September 23–24 under the 10‑business‑day rule.
• The current proposal offers one new BBVA share plus €0.70 in cash for every 5.5483 Sabadell shares, with the acceptance period running to October 7 unless extended.
• Sabadell chair Josep Oliu and CEO César González‑Bueno say acceptances will fall short without a higher price, while BBVA publicly rules out a sweetener and urges investors to tender.
• If BBVA lowers its minimum acceptance from 50% to 30% and lands between 30% and 50%, it would be obliged to launch a second, all‑cash bid priced off the weighted average market price, subject to CNMV adjustments for extraordinary events or manipulation.
• Reporting highlights a negative premium on the current terms and notes Sabadell’s planned €2.511 billion special dividend from the TSB sale, suggesting BBVA might need roughly a 10%–16% uplift to match that benefit.